Part I

2.    (1)            In this Act –

(a)           a cheque;

(b)           a document issued by a customer of a bank which is not a bill but is intended to enable a person to obtain payment from the banker of the sum mentioned in the document;

(c)           a draft drawn by a banker upon himself and payable on demand at an office of his bank;

3.    (1)           A bill of exchange is an unconditional order in writing, addressed by one person to another, signed by the person giving it, requiring the person to whom it s addressed to pay on demand or at a fixed or determinable future time a sum certain in money to or to the order of a specified person, or to bearer.

(2)           An instrument which does not comply with these conditions, or which orders any act to be done in addition to the payment of money, is not a bill of exchange.

(3)           An order to pay out of a particular fund is not unconditional within the meaning of this section; but an unqualified order to pay, coupled with-

4.    (1)            An inland bill is a bill which is or on the face of it purports to be-

(a)           both drawn and payable within Nigeria; or

(b)           drawn within Nigeria upon some person resident therein.

(2)           Unless the contrary appear on the face of the bill the holder may treat it as an inland bill.

5.    (1)            A bill may be drawn payable to, or to the order of, the drawer; or it may be drawn payable to, or to the order of, the drawee.

(2)           Where in a bill the drawer and the drawee are the same person, or where the drawee is a fictitious person or a person not having capacity to contract, the holder may treat the instrument, at his option, either as a bill of exchange or as a promissory note.

6.    (1)           The drawee must be named or otherwise indicated in a bill with reasonable certainty.

(2)           A bill may be addressed to two or more drawees whether they are partners or not, but an order addressed to two drawees in the alternative or to two or more drawees in succession is not a bill of exchange.

7.    (1)            Where a bill is not payable to bearer the payee must be named or otherwise indicated therein with reasonable certainty.

(2)            A bill may be made payable to two or more payees jointly, or it may be made payable in the alternative to one of two, or one or some of several payees; and may also be made payable to the holder of an office for the time being.

(3)           Where the payee is a fictitious or non-existing person the bill may be treated as payable to bearer.

8.    (1)           When a bill contains words prohibiting transfer or indicating an intention that it should not be transferable it is valid as between the parties thereto but is not negotiable.

(2)           A negotiable bill may be payable either to order or to bearer.

(3)           A bill is payable to bearer which is expressed to be so payable or on which the only or last endorsement is an endorsement in blank.

(4)            A bill payable to order which is expressed to be so payable or which is expressed to be payable to a particular person and does not contain words prohibiting transfer or indicating an intention that it should not be transferable.

(5)           Where a bill either originally or by endorsement is expressed to be payable to the order of a specified person and not to him or his order, it is nevertheless payable to him or his order at his option.

9.    (1)           The sum payable by a bill is a sum certain within the meaning of this Act, although it is required to be paid-

(a)           with interest;

(b)           by stated instalments;

(c)           by stated instalments, with a provision, that upon default in payment of any instalment the whole shall become due;

(d)           according to an indicated rate of exchange or according to a rate of exchange to be ascertained as directed by the bill.

(2)           Where the sum payable is expressed in words and also in figures and there is a discrepancy between the two, the sum denoted by the words is the amount payable.

(3)           Where a bill is expressed to be payable with interest, unless the instrument otherwise provides, interest runs from the date of the bill, and if the bill is undated from the issue thereof.

10.  (1)            A bill is payable on demand--

(a)           which is expressed to be payable on demand or at sight or on presentation; or

(b)           in which no time for payment is expressed.

(2)            Where a bill is accepted or endorsed when it is overdue, it shall, as regards the acceptor who so accepts or any endorser who so endorses it, be deemed a bill payable on demand.

11.  (1)            A bill is payable at a determinable future time within the meaning of this Act which is expressed to be payable--

(a)           at a fixed period after date or sight;

(b)           on or at a fixed period after the occurrence of a specified event which is certain to happen, though the time of happening may be uncertain.

(2)           An instrument expressed to be payable on a contingency is not a bill, and the happening of the event does not cure the defect.

(a)           where the holder in good faith and by mistake inserts a wrong date; and

(b)           in every case where a wrong date is inserted if the bill subsequently comes into the hands of a holder in due course, the bill shall not be avoided thereby but shall operate and be payable as if the date so inserted had been the true date.

13.  (1)           Where a bill or an acceptance or any endorsement on a bill is dated the date shall unless the contrary be proved be deemed to be the true date of the drawing, acceptance or endorsement as the case may be.

(2)           A bill is not invalid by reason only that it is ante-dated or post-dated or that it bears date on a Sunday.

(a)           three days called days of grace are, in every case where the bill itself does not otherwise provide, added to the time of payment as fixed by the bill and the bill is due and payable on the last day of grace:

(i)             when the last day of grace falls on Sunday, Christmas Day or Good Friday, the bill is, except in the case hereinafter provided for, due and payable on the preceding business day,

(ii)            when the last day of grace is a public holiday (other than Christmas Day or Good Friday), or when the last day of grace is a Sunday and the second day of grace is a public holiday, the bill is due and payable on the succeeding business day,

(b)           where a bill is payable at a fixed period after date, after sight, or after the happening of a specified event the time of payment is determined by excluding the day from which the time is to begin to run and by including the day of payment;

(c)            where a bill is payable at a fixed period after sight the time begins to run from the date of the acceptance if the bill be accepted and from the date of noting or protest if the bill be noted or protested for non-acceptance or for non-delivery;

(d)           the term "month" in a bill means calendar month.

15.  (1)            The drawer of a bill and any endorser may insert Case of therein the name of a person to whom the holder may resort in case of need, that is to say, in case the bill is dishonoured by non-acceptance or non-payment and such person is called the referee in case of need..

(2)           It is in the option of the holder to resort to the referee in case of need or not as he may think fit.

(a)           negativing or limiting his own liability to the holder;

(b)           waiving as regards himself some or all of the holder's duties.

17.  (1)           The acceptance of a bill is the signification by the drawee of his assent to the order of the drawer.

(2)           An acceptance is invalid unless it complies with the following conditions-

(a)           it must be written on the bill and be signed by the drawee; and the mere signature of the drawee without additional words is sufficient;

(b)           it must not express that the drawee will perform his promise by any other means than the payment of money.

18.  (1)            A bill may be accepted--

(a)            before it has been signed by the drawer or while otherwise incomplete;

(b)            when it is overdue or after it has been dishonoured by a previous refusal to accept or by non-payment.

(2)           When a bill payable after sight is dishonoured by nonacceptance and the drawee subsequently accepts it, the holder in the absence of any different agreement is entitled to have the bill accepted as of the date of first presentment to the drawee for acceptance.

19.  (1)           An acceptance is either-

(a)           general; or

(b)           qualified.

(2)            A general acceptance assents without qualification to the order of the drawer; and a qualified acceptance in express terms varies the effect of the bill as drawn.

(3)           In particular an acceptance is qualified which is

(a)           conditional that is to say, which makes payment by the acceptor dependent on the fulfillment of a condition therein stated;

(b)           partial that is to say an acceptance to pay part only of the amount for which the bill is drawn

(c)           local that is to say an acceptance to pay part only at a particular specified place; and an acceptance only at a particular specified place and an acceptance to pay at a particular place is a general acceptance unless it expressly states that the bill is to be paid there only and not elsewhere;

(d)           qualified as to time;

(e)           the acceptance of some one or more of the drawees, but not of all.

20.  (1)            Where a simple signature on a blank stamped paper is delivered by the signer in order that it may be converted into a bill, it operates as a prima facie authority to fill it up as a complete bill for any amount the stamp will cover, using the signature for that of the drawer, or the acceptor, or an endorser; and, in like manner, when a bill is wanting in any material particular, the person in possession of it has a prima facie
authority to fill up the omission in any way he thinks fit.

(2)           In order that any such instrument when completed may be enforceable against any person who became a party thereto prior to its completion, it must be filled up within a reasonable time, and strictly in accordance with the authority given; and reasonable time for this purpose is a question of fact:

21.   (1)            Every contract on a bill, whether it be the drawer's, the acceptors, or an endorser's, is incomplete and revocable, until delivery of the instrument in order to give effect thereto:

(2)           As between immediate parties, and as regards a remote party other than a holder in due course, the delivery -

(a)           In order to be effectual must be made either by or under the authority of the party drawing, accepting or endorsing, as the case may be;

(b)           may be shown to have been conditional or for a special purpose only, and not for the purpose of transferring the property in the bill.

(3)           Where a bill is no longer in the possession of a party who has signed it as drawer, acceptor or endorser, a valid and unconditional delivery by him is presumed until the contrary is proved.

22.  (1)           Capacity to incur liability as a party to a bill is co-extensive with capacity to contract:

(2)           Where a bill is drawn or endorsed by an infant, minor or corporation having no capacity or power to incur liability on a bill, the drawing or endorsement entitles the holder to receive payment of the bill, and to enforce it against any other party thereto.

(a)           where a person signs a bill in a trade or assumed name, he is liable thereon as if he had signed it in his own name;

(b)           the signature of the name of a firm is equivalent to the signature by the person so signing of the names of all persons liable as partners in that firm.

26.  (1)            Where a person signs a bill as drawer, endorser or acceptor and adds words to his signature, indicating that he signs for or on behalf of a principal, or in a representative character, he is not personally liable thereon; but the mere addition to his signature of words describing him as agent, or as filling a representative character, does not exempt him from personal liability.

(2)           In determining whether a signature on a bill is that of the principal or that of the agent by whose hands it is written, the construction most favourable to the validity of the instrument shall be adopted.

27.   (1)           Valuable consideration for a bill may be constituted by-

(a)            any consideration sufficient to support a simple contract;

(b)            an antecedent debt or liability and such a debt or liability is deemed valuable consideration whether the bill is payable on demand or at a future time.

(2)            Where value has at any time been given for a bill the holder is deemed to be a holder for value as regards the acceptor and all parties to the bill who became parties prior to such time.

(3)            Where the holder of a bill has a lien on it arising either from contract or by implication of law, he is deemed to be a holder for value to the extent of the sum for which he has a lien.

28.   (1)            An accommodation party to a bill is a person who has signed a bill as drawer, acceptor or endorser, without receiving value therefor, and for the purpose of lending his name to some other person.

(2)            An accommodation party is liable on the bill to a holder for value; and it is immaterial whether, when such holder took the bill, he knew such party to be an accommodation party or not.

29.   (1)            A holder in due course is a holder who has taken a bill, complete and regular on the face of it, under the following conditions:--

(a)            that he became the holder of it before it was overdue, and without notice that it had been previously dishonoured, if such was the fact; or

(b)            that he took the bill in good faith and for value, and that at the time the bill was negotiated to him he had no notice of any defect in the title of the person who negotiated it.

(2)            In particular, the title of a person who negotiates a bill is defective within the meaning of this Act when he obtained the bill, or the acceptance thereof, by fraud, duress, or force and fear, or other unlawful means, or for an illegal consideration, or when he negotiates it in breach of faith, or under such circumstances as amount to a fraud.

(3)            A holder (whether for value or not), who derives his title to a bill through a holder in due course, and who is not himself a party to any fraud or illegality affecting it, has all the rights of that holder in due course as regards the acceptor, and all parties to the bill prior to that holder.

30.   (1)            Every party whose signature appears on a bill is prima facie deemed to have become a party thereto for value.

(2)            Every holder of a bill is prima facie deemed to be a holder in due course; but if in an action on a bill it is admitted or proved that the acceptance, issue or subsequent negotiation of the bill is affected with fraud, duress or force and fear, or illegality, the burden of proof is shifted unless and until the holder proves that, subsequent to the alleged fraud or illegality, value has in good faith been given for the bill.

31.   (1)            A bill is negotiated when it is transferred from Negotiation one person to another in such a manner as to constitute the of bill. transferee the holder of the bill.

(2)            A bill payable to bearer is negotiated by delivery.

(3)            A bill payable to order is negotiated by the endorsement of the holder completed by delivery.

(4)            Where the holder of a bill payable to his order transfers it for value without endorsing it, the transfer gives the transferee such title as the transferor had in the bill, and the transferee in addition acquires the right to have the endorsement of the transferor.

(5)            Where any person is under obligation to endorse a bill in a representative capacity, he may endorse the bill in such terms as to negative personal liability.

(a)            It must be written on the bill itself and be signed by the endorser and the simple signature of the endorser on the bill, without any additional words, is sufficient;

(b)            An endorsement written on an allonge,or on a "copy" of a bill issued or negotiated in a country where "copies" are recognized is deemed to be written on the bill itself;

(c)            It must be an endorsement of the entire bill, that is to say, an endorsement which purports to transfer to the endorsee a part only of the amount payable, or which purports to transfer the bill to two or more endorsees severally does not operate as a negotiation of the bill;

(d)            where a bill is payable to the order of two or more payees or endorsees who are not partners, all must endorse, unless the one endorsing has authority to endorse for the others;

(e)            where, in a bill payable to order, the payee or endorsee is wrongly designated or his name is misspelt, he may endorse the bill as therein described. adding, if he think fit, his proper signature;

(f)            where there are two or more endorsements on a bill. each endorsement is deemed to have been made in the order in which it appears on the bill, until the contrary is proved;